SC 13G/A: Rallybio Corp

AI Summary

SC 13G/A filing by Rallybio Corp.

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.0001 — tion (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class o

Filing Documents

• d860329dsc13ga.htm (SC 13G/A) — 61KB
• 0001193125-24-188672.txt ( ) — 63KB

From the Filing

SC 13G/A 1 d860329dsc13ga.htm SC 13G/A SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Rallybio Corporation (Name of Issuer) COMMON STOCK, $0.0001 PAR VALUE PER SHARE (Title of Class of Securities) 75120L 100 (CUSIP Number) July 29, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 75120L 100 SCHEDULE 13G/A Page 2 of 6 Pages 1. NAMES OF REPORTING PERSONS Canaan XI L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 2,058,217 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 2,058,217 8. SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,058,217 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.97% (1) 12. TYPE OF REPORTING PERSON PN (1) The percent of class was calculated based on 41,449,297 shares of common stock outstanding as of May 6, 2024, as disclosed in the Issuers Quarterly Report on Form 10-Q for the period ended March 31, 2024, as filed with the Securities and Exchange Commission on May 9, 2024. CUSIP No. 75120L 100 SCHEDULE 13G/A Page 3 of 6 Pages 1. NAMES OF REPORTING PERSONS Canaan Partners XI LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)(b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 2,058,217 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 2,058,217 8. SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,058,217 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.97% (1) 12. TYPE OF REPORTING PERSON OO (1) The percent of class was calculated based on 41,449,297 shares of common stock outstanding as of May 6, 2024, as disclosed in the Issuers Quarterly Report on Form 10-Q for the period ended March 31, 2024, as filed with the Securities and Exchange Commission on May 9, 2024. CUSIP No. 75120L 100 SCHEDULE 13G/A Page 4 of 6 Pages Item1. Issuer (a) Name of Issuer: Rallybio Corporation (the Issuer ) (b) Address of Issuers Principal Executive Offices: 234 Church Street Suite 1020 New Haven, CT 06510 Item2. Filing Person (a) (c) Name of Persons Filing; Address; Citizenship: (i)Canaan XI L.P., a Cayman Islands limited partnership (the Fund ); and (ii)Canaan Partners XI LLC, a Delaware limited liability company (the General Partner ). The address of the principal business office of each of the reporting persons is 2765 Sand Hill Road, Menlo Park, CA 94025. (d) Title of Class of Securities: Common stock, $0.0001 par value per share, (the Common Stock ) (e) CUSIP Number: 75120L 100 Item3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (a) Broker or dealer registered under Section 15 of the Act; (b) Bank as defined in Section 3(a)(6) of the Act; (c) Insurance company as defined in Section 3(a)(19) of the Act; (d) Investment company registered under Section 8 of the Investment Company Act of 1940; (e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; (j) A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If fil

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